8-K current report · filed Sep 17, 2026

MODINE MANUFACTURING CO (MOD) 8-K Current Report: September 17, 2026

Item 7.01Item EX-99.1MOD overview

Short answer

MODINE MANUFACTURING CO (MOD) filed an 8-K current report with the SEC on September 17, 2026 reporting Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). SpinCo distribution record date: September 28, 2026; Modine shareholders receive one SpinCo share per Modine share.

MODINE MANUFACTURING CO 8-K event analysis

AI summary of each reported item and its exhibits

Item 7.01 · Regulation FD Disclosure

  • SpinCo distribution record date: September 28, 2026; Modine shareholders receive one SpinCo share per Modine share
  • Gentherm exchange ratio expected to increase, resulting in approximately 2,902,466 additional Gentherm shares issued
  • SpinCo cash distribution to Modine reduced from $210 million to $159 million
  • Gentherm special dividend of approximately $58,350,533 payable to shareholders of record September 29, 2026
  • Post-merger ownership expected at 56.4% Gentherm shareholders and 43.6% former SpinCo holders

Item EX-99.1 · Exhibit EX-99.1

  • SpinCo distribution set for October 1, 2026, followed immediately by Gentherm’s merger with Modine’s Performance Technologies business
  • Modine shareholders receive one SpinCo share per Modine share, converted into Gentherm stock while retaining their Modine shares
  • Gentherm expects to issue approximately 2,902,466 additional shares, with post-merger ownership split 56.4% Gentherm and 43.6% former SpinCo holders
  • SpinCo’s pre-merger cash distribution to Modine reduced from $210 million to $159 million
  • Gentherm special dividend estimated at $58,350,533, or $1.90 per share, payable October 7 only if the merger closes

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